Terms of Service

1. About Match with Care

Vertical Ventures Ltd ("Match with Care", "we", "us", "our") operates a platform that connects families ("Clients") with independent carers and care providers ("Carers") for home care services.

Clients may be introduced to Match with Care through third-party organisations, including St Agatha Care Ltd ("SAC"). SAC acts solely as an introductory and referral service and is not a party to any agreements between Clients and Carers, nor does it provide care services.

We facilitate introductions and provide tools to support care arrangements between Clients and Carers, which may include:

• Matching Clients with Carers, including scheduling and availability support
• Supporting communication between Clients and Carers
• Supporting the creation of agreements between Clients and Carers
• Facilitating identity and background verification (including DBS checks and right to work), and where applicable ongoing DBS Update Service checks
• Visit logging
• Invoicing and payment facilitation
• Replacement and cover support

All care arrangements, including agreements and the provision of care services, are made directly between Clients and Carers. Match with Care is not a party to these arrangements.

Care services are provided by Carers directly. Carers are independent and are not employed by Match with Care. We do not provide regulated care services, do not supervise care, and are not responsible for the delivery or continuity of care.

2. Acceptance of Terms

By accessing the platform, registering, or making a payment as a Client or Carer, you agree to be bound by these Terms of Service and our Privacy Policy.

If you do not agree, you must not use the platform.

3. Eligibility

To use the platform, you must:

• Be at least 18 years old
• Have the legal capacity to enter into binding agreements
• Provide accurate and complete information

If you act on behalf of another person, you confirm you have authority to do so.

4. Nature of the Platform

Match with Care provides infrastructure to enable connections between Clients and Carers.

We may:

• Introduce Clients to Carers
• Facilitate communication
• Provide tools for visit logging
• Facilitate agreements
• Handle invoicing and payments

We do not:

• Employ Carers
• Direct or control how care is delivered
• Guarantee the availability, suitability, or performance of any Carer
• Guarantee that we will always be able to identify or introduce new Carers when a Client requests assistance

5. Relationship Between Clients and Carers

Any care services are provided directly by Carers to Clients.

When a Client engages a Carer, they enter into a separate agreement (a "Care Agreement") between themselves.

Match with Care may facilitate this agreement but is not a party to it and is not responsible for either party's performance.

6. Care arrangements and termination

Clients and Carers should give two weeks' notice to end a care arrangement where possible. If a care arrangement ends with less than two weeks' notice, two weeks' fees are payable in lieu of notice, unless otherwise agreed.

7. Fees and Payments

Payments

Payments for services are processed through Match with Care using third-party providers (including Stripe).

By making a payment, you agree that:

• Payments may be collected by Match with Care on behalf of Carers
• Match with Care may deduct a service fee before distributing funds
• All fees presented to you are payable

We are not responsible for delays or failures caused by third-party payment providers.

Platform fees

We may charge:

• A registration fee to begin the matching process
• Ongoing service fees included within the total care cost

All amounts payable will be clearly presented to you prior to payment.

Fees are non-refundable except where required by law or where Match with Care may, at its sole discretion, issue a refund or credit.

Off-Platform Engagement Fee

If a Client engages, employs, or continues to receive services from a Carer introduced through Match with Care other than through the platform (including where payments and/or visit logging are not conducted via Match with Care), a one-time introduction fee of £4,900 shall be payable to Match with Care.

This fee reflects the value of the introduction and applies where such engagement occurs within 12 months of the initial introduction.

8. Client Responsibilities

Clients agree to:

• Provide accurate and complete information about care needs
• Maintain a safe environment for care delivery
• Pay for services through the platform unless otherwise agreed
• Comply with applicable laws and regulations

Clients are responsible for all decisions regarding care arrangements.

9. Carer Responsibilities

Carers are responsible for the services they provide and agree to ensure that any information they provide on the platform is accurate and up to date. Carers are responsible for complying with all applicable laws, regulations, and any requirements relevant to the services they provide.

10. Carer Profiles and Information

We may display Carer profiles, including experience, qualifications, availability, and verification status.

While we take reasonable steps to verify information, we do not guarantee its accuracy, completeness, or suitability.

11. Data Protection

We process personal data in accordance with our Privacy Policy.

By using the platform, you consent to such processing.

12. Platform Availability

We provide the platform on an "as is" and "as available" basis.

We do not guarantee that the platform will be uninterrupted, secure, or error-free.

13. Limitation of Liability

To the fullest extent permitted by law:

• Match with Care is not liable for the acts or omissions of Clients or Carers
• We do not guarantee the quality, safety, or suitability of care services
• Our total liability to you for any claim is limited to the total fees retained by Match with Care (excluding any amounts payable to or paid to Carers) in the 12 months preceding the claim.

Nothing in these Terms excludes or limits liability for:

• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Any other liability that cannot be excluded by law

14. Indemnity

You agree to indemnify and hold harmless Match with Care from any claims, losses, damages, or expenses arising out of:

• Your use of the platform
• Your relationship or dispute with another user
• Your breach of these Terms

15. Termination

This section concerns suspension or termination of your access to the platform. Termination of care arrangements between Clients and Carers is addressed in section 6.

You may stop using the platform at any time, subject to any obligations incurred prior to termination.

We may suspend or terminate your access if you:

• Breach these Terms
• Misuse the platform
• Fail to make required payments

16. Changes to Terms

We may update these Terms from time to time. Where changes are material, we will provide reasonable notice.

Continued use of the platform constitutes acceptance of the updated Terms.

17. Governing Law

These Terms are governed by the laws of England and Wales.

Any disputes are subject to the exclusive jurisdiction of the courts of England and Wales.

18. Use of Information and Profile Visibility

Carers agree that, by using the platform:

• Their profile information (including name, photo, experience, qualifications, availability, and general location) may be displayed to potential Clients
• Relevant information may be shared with Clients for the purpose of facilitating introductions and care arrangements

Clients agree that:

• Information they provide about care needs may be shared with relevant Carers to enable matching and introductions

All personal data is processed in accordance with our Privacy Policy.